Closing of Exchange. Subject to the satisfaction of the conditions set forth in Article VII, the consummation of the Exchange and the other transactions contemplated by this Agreement (the “Closing”) shall take place on a date within three (3) Business Days following the date of satisfaction of all conditions to Closing or waiver thereof by the applicable Party; or if the Parties mutually agree in writing on a different date, the date upon which they have mutually agreed, at 10:00 A.M., local time, at the offices of XxXxxxxxx Will & Xxxxx LLP, 000 Xxxxxx xx xxx Xxxxxxxx, Xxxxx 0000, Xxxxx, Xxxxxxx 00000, or such other place to which the Parties may agree in writing (the applicable date being the “Closing Date”).
Closing of Exchange. Simultaneously with the Exchange by Buyer of the Purchased Principal for a Convertible Note, the Company shall notify the Trustee of such Exchange and the principal balance of the Notes shall be reduced by an amount equal to Purchased Principal.
Closing of Exchange. The closing of the Exchange will take place at the time and place as the Member Representative and the Company shall mutually agree upon; provided, that the date of closing will be within 10 days following the effective date of the Exchange as determined pursuant to Section 2 of this Agreement. At the closing, each of the Holders will deliver to the Company documents of transfer in form and substance reasonably acceptable to the Company and its counsel, necessary to vest in the Company good and marketable title to the FX Shares so exchanged by the Holder, free and clear of any and all liens and rights of third parties, other than those imposed under or pursuant to this Agreement, the Contribution Agreement, against delivery by the Company to the Holders of certificates representing the Exchange Shares in the names and denominations specified by the Holders prior to the closing.
Closing of Exchange. CSRV shall not refuse to effect the Exchange if, on or before the Closing Date, all the conditions precedent to their obligations to effect the Exchange under Sections 12, 13, and 14 hereof have been satisfied or, in its sole discretion, been waived by it.
Closing of Exchange. (a) At the closing of an Exchange, (i) Investor shall deliver to the Company the Shares subject to such Exchange by delivery of a duly executed certificate representing such Shares duly endorsed in blank or accompanied by stock powers duly executed in blank, and (ii) the Company shall deliver to the Investor the Notes in an aggregate principal amount equal to (a) the aggregate liquidation preference of the Shares subject to such Exchange plus (b) an amount equal to the accrued but unpaid dividends on such Shares plus (c) an amount calculated pursuant to the last sentence of Section 4(a) of the Certificate.
Closing of Exchange. Retek and the Retek Shareholders shall not refuse to effect the Exchange if, on or before the Closing Date, all the conditions precedent to their obligations to effect the Exchange under Section 8 hereof have been satisfied or, in their sole discretion, been waived by them.
Closing of Exchange. The THAWTE Shareholder shall cause ------------------- THAWTE not to, and the THAWTE Shareholder shall not, refuse to effect the Exchange if, on or before the Closing Date, all the conditions precedent to their obligations to effect the Exchange under Section 8 hereof have been satisfied or, in their sole discretion, been waived by them.
Closing of Exchange. VeriSign shall not refuse to effect ------------------- the Exchange if, on or before the Closing Date, all the conditions precedent to their obligations to effect the Exchange under Section 9 hereof have been satisfied or, in its sole discretion, been waived by it.
Closing of Exchange. Unless permitted to terminate the Agreement pursuant to Article 10, iFone and the iFone Shareholders will not refuse to effect the Exchange if, on or before the Closing Date, all the conditions precedent to their obligations to effect the Exchange under Article 8 hereof have been satisfied or waived by them and Glu elects to consummate the Exchange.
Closing of Exchange. Unless permitted to terminate the Agreement pursuant to Article 10, Glu will not refuse to effect the Exchange if, on or before the Closing Date, all the conditions precedent to Glu’s obligations to effect the Exchange under Article 9 hereof have been satisfied or waived by Glu and the iFone Shareholders elect to consummate the Exchange.
